SierraCol Energy Andina, LLC, a wholly owned subsidiary of SierraCol Energy Limited, has initiated a cash tender offer to repurchase up to $300 million in aggregate principal amount of its outstanding 6.000% Senior Notes due 2028. The offer began on October 23, 2025, and is contingent upon the successful issuance of new senior debt securities.

SierraCol Energy, headquartered in Bogotá, Colombia, is the country’s largest independent oil and gas producer by gross operated and jointly operated production. The company was formed in 2020 by the spinoff of Occidental Petroleum’s Colombian assets. It operates across the Llanos, Middle Magdalena, and Putumayo basins.

The company has been the subject of recent divestiture discussions, with Carlyle reportedly exploring a potential $1.5 billion sale of its stake in the firm.

SierraCol is backed by The Carlyle Group (NASDAQ: CG), which holds its investment through Carlyle International Energy Partners (CIEP). CIEP manages approximately $21 billion in assets focused on the global energy sector outside North America.

As of 2024, SierraCol reported free cash flow of $172 million and net debt of $511 million. The company has been the subject of recent divestiture discussions, with Carlyle reportedly exploring a potential $1.5 billion sale of its stake in the firm.

The notes, originally issued in September 2021 with a total principal of $600 million, are listed under CUSIP numbers 82653L AA9 (Rule 144A) and U8215L AA2 (Regulation S). The tender offer is being conducted in accordance with the terms outlined in the Offer to Purchase dated October 23, 2025.

The company has set a maximum repurchase amount of $300 million, though it may adjust this figure at its discretion. Holders who submit their notes by 5:00 p.m. (New York City time) on November 5, 2025, will be eligible for an early tender payment of $50 per $1,000 principal amount. These early participants will receive a total consideration of $1,000 per $1,000 principal amount, inclusive of the early payment.

Notes tendered after the early deadline but before the expiration time of 5:00 p.m. (New York City time) on November 21, 2025, will be eligible for $950 per $1,000 principal amount. All accepted tenders will also receive accrued and unpaid interest up to, but not including, the applicable settlement date.

SierraCol may elect to settle early tenders on any date at least three business days after the early tender deadline and before the expiration time. Final settlement for all accepted tenders is expected within two business days following the expiration time.

If the offer is oversubscribed at the early tender deadline, SierraCol will prorate accepted tenders to remain within the $300 million cap. In such a case, tenders submitted after the early deadline may not be accepted. If early tenders do not reach the cap, later tenders may be accepted, also subject to proration.

The tender offer is conditional upon the receipt of sufficient proceeds from a proposed issuance of new senior debt securities. The company has not disclosed the terms or timing of the new issuance. SierraCol retains the right to amend, extend, or terminate the offer at its discretion, subject to applicable law.

Contact Information

Investors and noteholders seeking further details can contact the dealer managers:

Citigroup Global Markets Inc.
Phone: +1 (212) 723-6106 (Collect) / +1 (800) 558-3745 (Toll-Free)
Email: ny.liabilitymanagement@citi.com

Deutsche Bank Securities Inc.
Phone: +1 (212) 250-2955 (Collect) / +1 (866) 627-0391 (Toll-Free)

J.P. Morgan Securities LLC
Phone: +1 (212) 834-7279 (Collect) / +1 (866) 846-2874 (Toll-Free)

Copies of the Offer to Purchase and related documents are available from the information agent:

Global Bondholder Services Corporation (GBSC)
Address: 65 Broadway, Suite 404, New York, NY 10006
Email: contact@gbsc-usa.com
Phone: +1 (212) 430-3774 (Banks and Brokers) / +1 (855) 654-2015 (Toll-Free)

For general inquiries, SierraCol can be reached via its contact page or by phone at +57 (601) 3454155.

Headline image: Oil Pump Courtesy Kobiecanka – Pixabay